Cats of the wild
by xfireflyskyx
Summary: Bilbo, a young Kneazle, is lost in the wilderness after an Orc attack, until a group of Dwarfs on a quest take him in. He is slowly accepted and learns there is more to them than meets the eye. Bilbo learns that Hobbits are not the only race containing werecats in middle earth. Bagginshield.
1. Lost

**If you guys are wondering, a Kneazle is a magical cat from the harry potter universe. Crookshanks is half Kneazle. They have large ears and a lion like tail. Their whiskers can be used in a wand, although they will he inferior to one that contains unicorn hair, pheonix feather or dragon heart string. this is not a Harry potter/ Hobbit crossover, I'm simply using the Kneazle in this story. Please enjoy.**

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A little creature with large ears, Greengage eyes and tufted tail, coiled into itself and shuddered with cold and fright amongst a crack in a rock.

The little creature was alone and waiting for something to happen; anything. It couldn't stop shaking, the loud sounds from before reverberating in its skull.

Visions of violence flickered like wildfire within his mind, his eyes seeming to see them replaying over and over. Little droplets of water licked the inside of his eyelids and fell like tiny raindrops.

He let out some pitiful meows and wails, his sadness creating a solemn aura all around him. Even the bugs flitting about the blades of grass seemed to stop and lower their heads.

The little creature crying was a young Kneazle, a Kneazle werecat. He was originally a Hobbit from the shire, a tween called Bilbo Baggins.

Right now he curled in his cat form, trying to get warm and wait for the rain outside to stop. He needed to get away from there, find a way to Rivendell.

The valley of Imladris was where he was going with his mother, but after the,'incident,' Bilbo was now lost, alone and afraid.

He had been wondering the wilds of Eriador, near the Weathertop hills, going in a direction he couldn't grasp in his grief for three days now.

By now he was starving, thirsty, cold and exceedingly frightened. He knew he wouldn't last long, being in the state that he was, and was about ready to give up.

He nuzzled the hard ground, trying hard to pretend it was his mothers lap. He still remembered the way she smelt, what she sounded like and how she acted around her family. There was so much love there.

Now all Bilbo felt was a great, gaping chasm in his heart. It was like a shard of ice was lodged in his artery and refused to budge.

His eyes frosted over, his meowing coming to an end. He dropped fully onto his side, his arms limp and his eyelids falling. He hoped for the last time.

But then, his eyes snapped open. It was quiet, but Bilbo swore he heard footsteps amongst the crags and rocks of the hillside.

They were quiet at fist, but then got louder as something drew nearer. Bilbo then heard the clanking of metal and then a voice.

"Hey, what are you doing up there?" It asked.

"I thought I heard something around here just now." The voice, the nearest one said.

Bilbo froze in his cave, his body beginning to shake with renewed fear. His ears were down, close to his skull and his eyes were watching the gloom of the outside.

'What if the Orcs were back?' He worried. He couldn't help it and gave out a low whimper.

The person outside stopped. Even in the downpour Bilbo could hear those steps pause. They were going to walk right passed where he was hiding, but instead they doubled back. The clanking of metal, and the footfalls of heavy boots was drawing nearer and nearer to Bilbo's crack.

Bilbo's eyes widened when a face appeared just outside the rock walls. Dark brown eyes looked into the rock, spying a young cat within.

Bilbo trembled harder when a hand suddenly grasped his middle and wrenched free from the darkness of the little crack.

He brought his claws out and tried to swipe and scratch the appendage, not knowing who was picking him up. He didn't know who it was and thus didn't trust them.

"Ow, ouch, stop that, it's okay!" The person who was holding him tried to sound calm, even though he had claws sinking into the skin of his wrist.

Bilbo just tensed, his sopping wet fur not really able to bristle with all the moisture keeping it down. The tween must have looked like a right scrawny mess.

The person holding him brought Bilbo up so that he could get a good look at him. Green peered into brown. Bilbo saw that it wasn't an Orc at all, but rather a young Dwarf. He had a kind face, but right now it looked worried; although his eyes held a curious sparkle in them.

"Your cute, but..." The Dwarf started, looking all over the Kneazle "...what are you?" The dark haired Dwarf could see overly large ears, long tail with a tuft of white fur on the end, bright golden, although sopping wet fur, white paws and tawny stripes all along the body and tail. It was a gorgeous little thing but exotic looking.

Two heads turned when another Dwarf, one with blonde hair, came up to them. He had a braided beard and appeared to carry a whole arsenal of swords and daggers on his person. That explained the clanking.

"What you got there Kee?" He asked, walking up to his companion and standing close by.

The newcomer had piercing azure blue eyes, but they too were kind like the brown ones Bilbo already knew about. They both regarded the Kneazle with kind and grim expressions.

"Poor thing is soaked through, whatever it is." The blonde Dwarf said.

"You are right Fili, we should take him back to camp." The dark haired one said.

Fili took his right glove off and gingerly reached out to the nervous cat. He stroked Bilbo's cheek in a comforting manner. Bilbo couldn't help but start to purr at the gentle motion of his fingers.

It was the first comforting, nice thing that had happened to him ever since...

Bilbo felt tears prick his eyes again. He closed them and started to tremble.

The dark haired Dwarf must have mistook his sadness for the cold for he opened up his fur lined coat and placed Bilbo inside.

"I hope uncle won't mind."

"You know how he is Kili, but how can he turn away such a cute wee thing?"

The Dwarf, now known as Kili, chuckled. Bilbo could feel the small reverberations from deep within his cloths. Bilbo was strangely comfortable where he was. For the first time in a long while he felt warm. He snuggled amongst the coat, almost drifting off to sleep.

"I know Fee. Let's just go back. There is nothing out here anyway."

Bilbo then heard them trudge back the way they came. He could feel steady, long strides from Kili as he walked beside his brother.

They navigated the rocks and boulders of the hill, watching their step and traversing over small cracks expertly without allowing their feet to fall in and become stuck.

They talked animatedly all the way back to where they originated from, but Bilbo closed them off. He was exhausted and felt his lids droop again.

Yet again he was on the verge of sleep, but was disrupted when Kili brought him out from amongst his cloths.

Bilbo whined in protest, but stopped when he was brought into the sight of eleven other Dwarfs, all sat around a fire under a rocky overhang. The rain was still pouring outside, but it was warm and dry under there.

Bilbo felt immensely uncomfortable under so much scrutiny so he began to wriggle in Kili's grasp. It didn't help that he held him up with his hands under Bilbo's arms, his legs and tail hanging down and showing all of him for the whole world to see.

Bilbo hissed, his eyes becoming slits until Kili held him using a better method. Only slightly better. He held him like he was a baby. Bilbo was too tired to protest.

"What have you found?" A low voice grumbled.

"We were out there, scouting for Orcs when we heard a voice in the wind and rain, we followed it and found this little guy here." Kili explained whilst stroking Bilbo's white tufted belly.

"And what is it exactly?" Another voice asked, sounding interested in the Dwarf brothers find.

"Dunno, but he is a cute little thing!" Kili squealed causing Bilbo to start.

"Don't scare him now Fee, he doesn't look to be in any good condition." Bilbo felt himself being hoisted away. He looked up to see he was now in the arms of Fili. The blonde Dwarf then proceeded to look him over, Turing him this way and that. Bilbo was feeling a little annoyed now. He just wanted to sleep and keep warm. He was hungry too.

Suddenly another Dwarf, a black haired one with piercing sapphire eye stepped forward. He began to sniff the air close to Bilbo.

He seemed to pick up a scent when his eyes looked rather cat like, the obsidian pupils contracting menacingly.

"Drop him Fili, that is no ordinary cat. He is a Werecat, like us!"

There was silence all around. Bilbo could feel his heart pounding like a rabbits in between his lungs.

He felt endangered now.

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**please tell me what you think. The picture I drew with this story is basically Bilbo in his Kneazle form.**


	2. A good deed is rewarded

**I present to you the next chapter. Please enjoy.**

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Bilbo froze in place, his eyes casting around the faces of the bewildered Dwarfs. He may not have been picked up by Orcs, but Bilbo didn't feel any safer with these unknown beings. Bilbo had never met a Dwarf in his life, so he didn't know how they took to strangers.

What was worse was they knew he was a Werecat.

His mother and father always warned him about revealing his identity. Cats are secretive by nature and are also extremely territorial. A fight could lead to an early mortality.

In the predicament a stronger Werecat crossed paths with a weaker one that stronger one could claim them for their own.

It was rare for Werecats' in the Shire to meet these hurdles, but there was the rare occasion outsiders came within the borders of the Shire and Werecats' would disappear under strange circumstances. Their families would mourn the disappearance but couldn't pluck up the courage to search. The world beyond the Shire was a big place.

It wasn't a place for a little Kneazle like Bilbo Baggins, even with his strange ability that was inherited from his family line.

Suddenly he was hoisted away from Fili's arms by the scruff of his neck quite violently. The action jarred Bilbo's neck and caused him to let out a feline squeal. Bilbo didn't have time to react before a knife was placed against his neck.

He froze, his eyes wide and staring into Sapphire eyes. He couldn't help shaking in fear. What did he do to deserve this treatment?

"Uncle, you're scaring him!" Kili shouted. The black haired Dwarf scowled at Kili.

"You are far too trusting. Only trust your kin! That was what I taught you." He then proceeded to stare daggers at the terrified Kneazle.

"Who are you and where did you come from? Are you a spy for some Orc filth?" Bilbo listened the best he could with a dagger pressed against the skin on his neck. He meowed in fright. It was a pitiful sound that sounded like a lost kitten.

"Thorin, really," a white haired Dwarf stepped forward, placing his hand on the angry Dwarfs shoulder. "If he is a Werecat let the lad speak."

Thorin gave the white haired Dwarf a scolding glare, but then it softened and the black haired Dwarf let out a breath in defeat. "Fine." He lowered the dagger and placed it back into the skins he wore.

He carried Bilbo over to the fire, still holding onto his scruff. Bilbo felt partially relieved that the dagger was gone, but he still had to speak his case to a group of strangers he knew nothing about.

"Dwalin, bring the collar over." He demanded of a tall, stout looking Dwarf wearing knuckle grinders and sporting a head illustrated with dark tattoos. Bilbo couldn't see what they depicted before he saw the collar brought forth, along with a long silver chain.

"Thorin, no…" The white Dwarf said to his companion, but the Dwarf holding onto Bilbo didn't listen. He took the collar and attached it to Bilbo's neck, causing the little creature to shriek and to try and wriggle free.

"It's a precaution until we find out who he is." He stated, placing Bilbo onto the stone floor right next to the fire.

As if by instinct Bilbo allowed his inherited ability to show itself; in self-defence and fright he called forth a thin, shimmering barrier that covered his entire body, creating a mirror effect that showcased flickering flames over his fur.

One half of his fur appeared to cover his body, whilst the other half near his legs and head, the rock floor.

The Dwarfs gasped, seeing a figure there but also not there. It was like looking at the outline of a cat. Whatever direction Bilbo was looked at he was perfectly camouflaged against the fire and stone floor.

The Dwarf called Thorin appeared to overlook the ability, for his loud voice rang forth through the crag, causing the other Dwarfs to stop their awing. "Who are you and what are you?" Were his blunt questions.

Bilbo hated the scrutiny. What did he do to deserve this? He was still hungry, tired and extremely weak. He just wanted to wall asleep and never wake up. The horror of the real world could not compare to the comfort of not knowing that death brings. He just wanted to join his parents, wherever they were.

"M- My name is… Bilbo Baggins." He said whilst trying his best to sound even a little bit fearless. It was lost on him though. His experiences proved too much of a bane to him. He couldn't stop shivering.

Even with his close proximity to the fire he was still drenched and his blood felt like ice slush was pushing through his veins, causing the walls to freeze over. He felt that frost touch even to the depths of his core.

It was then he felt a cough escape from his throat. It was a strange sounding, rattling cough that made Bilbo's lungs feel inflamed.

"I…I… I was-s lost in t- the wilderness-s-s." Bilbo carried on shivering, his coughing becoming worse. His invisibility ceased when he felt himself falling onto his side, black covering the waking world.

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Bilbo awoke to soft fur that was not his own, draped all around his body in a fashioned cocoon. He felt comfy as well as terrible.

Bilbo noticed that his breathing was fast, a rattle could be heard in his chest and he now felt too hot. He shivered despite himself and began to cough again.

"Uncle, he's awake!" Bilbo heard the voice of Kili sound nearby.

Bilbo heard more than one set of footsteps coming closer. Bilbo ducked his head and closed his eyes, willing to be left alone. He didn't feel well enough to deal with hostile Dwarfs, especially Thorin.

"Come here," he said with a harsh tone. He placed his fingers over Bilbo's tiny head, jamming his thumbs into the corners of his mouth, causing his fangs to part.

Bilbo tried his best to dislodge them but he simply held no strength in his tiny body. Thorin held him firmly and would not let go.

"Quick Oin!" He said.

Within seconds Bilbo felt some sort of liquid being dribbled onto his tongue. It tasted suspiciously like iron. It was slightly warm and flowed slowly down his throat.

The thumbs prevented Bilbo from being able to wrench himself away so the only action he could perform was a swallow. He swallowed the liquid right down.

Once Thorin was sure it was all gone he let the petrified and confused cat go. Bilbo swallowed a few times and shook his head, his tail whipping about in agitation.

He wanted to bolt, but he still felt the presence of the collar that never left his neck. It was like an anchor for Bilbo's grief; he felt it symbolised all of the bad things that had happened to him lately. He just wanted to go home. Anywhere he could call home.

He spat on the ground; the liquid felt like it was scolding his insides as it entered his stomach.

"Easy now lad, take it easy. You had the starting symptoms of Pneumonia. It was rough for a bit but we had to wait for you wake up before we treated you." The voice sounded kind and Bilbo felt his defences drop a little.

"What was that?" He asked just before a series of coughing shook him. He curled amongst the furs once again to allow the coughs to stop on their own. Once they did he breathed a sigh of relief.

He already felt better; his chest had stopped rattling, his shivering broke like the spell of winter turning to spring and he felt like he was at the right temperature.

"Feel better now lad?" Bilbo's greengage eyes snapped up, seeing the white haired Dwarf again. He nodded before he could stop himself. This Dwarf seemed to bypass his defences due to his kind sounding face and voice. Bilbo hissed inwardly at himself.

"That's good." He chuckled seeing Bilbo's anxious expression. It was rather rich, even for a cat. "We figured you are one of the innocent folk. Never would one with experience be out in this weather long enough to catch Pneumonia."

Bilbo felt a streak of indignant anger flash through him. "Who is to say whether I have experience being out here or not?" Bilbo knew he was lying but he hated it when people assumed things of him.

"Nothing lad, although the fact you were on deaths door for a few hours was a dead giveaway."

Bilbo opened his mouth in shock at the new revelation. "I nearly died?"

"Yes lad, your fever ransacked your body all of a sudden, making your body struggle to breathe. We are amazed you pulled through it on your own. You were in and out of consciousness for a whole day."

"So that was what happened," Bilbo muttered to himself, but then he remembered the liquid forced down his throat, "what was that you force fed me?" He demanded.

"Now lad, we know your name but you don't know ours. I will happily divulge the information to you afterwards, so that you can thank the person on equal terms." He took a breath and then gave Bilbo a small bow.

"My name is Balin. At your service Master Baggins."

"Likewise," Bilbo said politely. He was a Baggins, so he had to uphold his gentlemanly status. Baggins' were well renowned in the Shire for being entirely respectable, even though it wasn't common knowledge that the youngest member was a Werecat.

Balin then proceeded to introduce all the accompanying Dwarfs to the benefit of the golden furred Kneazle. Bilbo nodded in turn seeing the Ri brothers, Ori, Nori and Dori. They all seemed pretty friendly. Bilbo then noticed that Ori, the youngest, had brought an owl feather quill out and was scratching away on a piece of parchment.

He then learned that the tall, stout Dwarf with the tattoos was Balin's brother. Bilbo could not see any resemblance between the two and was amazed when he learned they were brothers and close at that, even though they were quite a few years apart.

Balin then proceeded to introduce Oin and Gloin; another pair of brothers. He learned that Oin was the Dwarf who poured the phial of that iron tasting liquid down his throat before. Bilbo gave the Dwarf a slightly withering look, not really appreciating the action.

Next was Bofur, his brother Bombur and their cousin Bifur. Bifur couldn't speak Westron so his cousins translated everything he said. Bofur was talkative and approachable and liked to point out less than cheerful things as if they were a joke to exploit and make fun off. Bilbo couldn't help but smirk slightly when he listened to him. His brother, Bombur, was a decent cook and gladly gave Bilbo a helping of roasted rabbit. Bilbo ate it gratefully, his ravenous hunger appeased slightly.

When it came to be Fili and Kili's turn they simply crouched down and hugged the shocked Kneazle close when Bilbo said he remembered their names already. They all learned that Bilbo was a good listener.

"And lastly," Balin inclined his head to look at the Dwarf who scared Bilbo half to death earlier, "the leader of our company, Thorin Oakenshield."

When Bilbo saw those cold sapphire eyes bore into him with a scathing look Bilbo could not help but plaster his ears against his head and huddle into the furs.

"Now you know our name, do you care to reveal who you truly are?" He asked, walking close to the curled cat. His heavy boots thudded against the ground. Bilbo thought he must have been, or is, a Dwarf of high standing. He carried himself with a regal splendour Bilbo had never seen before.

Bilbo contemplated what Thorin was asking of him. True, he knew they wanted to know who he was, and they did save his life, but he also wanted answers.

"I will shift back, but please," Bilbo saw Thorin raise an eyebrow, waiting for what the Kneazle was about to say, "I want to know what that liquid was, and also," Bilbo paused, "I want to know how you knew I am a Werecat. It is not often any folk know what a Werecat is.i can't help feeling highly curious."

That's right, Bilbo was a prime example of the saying 'curiosity killed the cat.' It got him into a lot of trouble when he was much younger. He still contained that naivety now, being so young still.

"Very well," Thorin conceded in a low voice. "Everyone, shift!" The order was barked and almost immediately what was once Dwarfs now stood other cats. All much bigger than Bilbo.

Bilbo watched as bearded Dwarfs wearing skins, furs and armour shifted in shape, sprouting more fur and losing length in their beards as their forms changed, tails grew and markings miraculously appeared.

Bilbo felt immense power coming from all of them, even from the two elderly Dwarfs Balin and Oin. They still looked fierce, like old war veterans.

"Believe me now, kitten," bilbo blanched at the demeaning title Thorin just gave him; even though it was mostly true. "We are the Dwarfs of Erabor. We stand here, united in claw and fang, to avenge our kin and to destroy the Tiger Drake that now lies within our home lying upon a bed of stolen treasure."

Bilbo couldn't help but eyeball all the, much larger, wild cats that surrounded him. Thorin was a magnificent silver and obsidian Amur leopard with a ferocious countenance. The very air he seemed to breathe was charged with power and presence.

Fili and Kili were both leopards as well, one as black as obsidian with even darker spots and the other yellow with deep umber spots.

Bofur was a Blue lynx with steely grey fur and paynes grey markings, Bombur an orange-brown Bobcat; although an overweight one, and Bifur was a silvery Mist Lynx.

Ori was actually the smallest of the lot, but still slightly larger than Bilbo. He was a Black- footed cat and looked to be the swiftest there. His brother Nori is a Caracal with a clever face and Dori was a Serval. He looked pretty exotic; like Bilbo.

Oin was stood there proudly, along with his brother. Their tails were raised high; they were both wild cats, although the older was more grey and the younger russet coloured.

Balin and Dwalin stood together as a pair of huge mountain lions with deep brown fur. Dwalin had smoky grey legs and was slightly bigger. Balin was white around the muzzle.

Just then Bilbo felt lucky to still be alive.

Before he knew it they had shifted back to their Dwarf forms.

"Your turn now Master Boggins." Kili said sounding rather excited. He was jumping up and down next to his brother who was also grinning with barely contained excitement.

Bilbo let out a deep breath. He was about to reveal an age old secret about his family to total strangers; although he felt like he owed it to them. They did save his life after all.

"Very well," the small cat said.

He stepped away from the furs and prepped himself for the shift.

He stood there, feeling thirteen different pairs of eyes centred on the nervous Kneazle. Bilbo swallowed his nervousness and allowed himself to shift.

He heard a couple of gasps and one excited whisper when what once stood a cat with strange ears and tail in the cave near their fire, now stood a young Hobbit with curly golden hair, emerald green eyes and large hairy feet.

"A Hobbit?" Bofur asked, mildly confused.

"A Hobbit indeed!" Thorin said with a growl. "What is a Halfling doing out in the wilds on his own?"

Bilbo could only prepare himself. What was he going to tell them?

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**I changed the words of the Lynx species to match areas in Middle earth. Eurasian and Iberian do not exist in this universe, so basically**

**Eurasian Lynx= Blue (blue mountains) Lynx**

**Iberian Lynx = Mist (Misty mountains) Lynx.**

**hope that makes sense. Message me if still unsure.**

**more will be revealed next chapter, and then Some action will finally take place.**


	3. Chase through the wilds

**Man, this took me longer than I had hoped. Please enjoy the next chapter. **

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Bilbo stood there, half frozen and feeling like a fish- wearing raggedy Hobbit cloths- out of water. He tried to form words, but none could find their way out of the cluttered mess that was his brain. His lips couldn't form words either; that was why Bilbo at that moment resembled a suffocating fish.

"What where you doing out in the wilds Mister Baggins?" Fili asked both calmly and curiously. He was still stood by his brother, who also wore practically the same expression on his face; wonder.

"I-I... I was on my way to Rivendell..." Bilbo couldn't finish before Thorin interjected loudly and angrily, causing Bilbo to flinch at the noise level.

Rivendell, to seek refuge from those traitorous Elves?" Thorin stood right before Bilbo, his face showcasing a strange mix of sadness and so much contempt it caused Bilbo to have to hold onto a shiver that wanted to surface from his body.

'Did he have a deal with the Elves,' Bilbo wondered as he looked at Thorins furious face.

"Traitorous? And yes, it was where I was originally heading with…" Bilbo could not finish.

He felt a stab of ice pierce his core. He felt the tears starting to collect on the edge of his vision and before he knew it he was sat on the cold stone floor, hugging his legs. He started to cry once again.

"Now look what you have done uncle," Bilbo heard footsteps run up beside him and then feeling a warm arm wrap itself around his shuddering form, "you made a Kitten cry!"

Bilbo did not have to turn his head to know it was Kili who had spoken, and was now there trying to comfort the distraught Hobbit.

Even though it happened around three days ago the wounds were still fresh and the grief was prevalent on his mind. Hobbits usually spent months grieving for a fallen friend or family member; holding a humble funeral within the beauty and rolling hills of the Shire in the area they were born in.

They were cremated with wild flowers given out by the assembled and placed around the body. They were then burned at twilight; a time spirits were said to be most active, so that the spirit could meet up with other loved ones and could play through the night.

A large feast would always follow; it would be an enormous feast held in their honour where everyone gathers to talk and laugh and reminisce about the deceased.

After the attack on Bilbo's journey, that funeral could never come to be. Bilbo only hoped her soul would not be left to wonder the wide and vast world, lost and alone for all time. That thought scared him.

In that moment he made a decision; if he died before reaching Rivendell he would look for her, no matter how long it took. His soul would meet up with hers even if it receded into the shadows of loneliness.

"I'm okay, thank you Master Kili." Bilbo patted the Dwarfs arm with a slight blush on his face. Once Kili let go Bilbo stood and wiped the tears from his eyes.

Thorin had taken a step back when Bilbo fell to the floor, his face strangely unemotional. But Bilbo could see something complicated swirling about in his eyes. He couldn't quite grasp what it was.

Suddenly the whole company when rigid for an eerie howl permeated the early morning air. Everyone froze, simply listening for a few fleeting heartbeats. The sound was possibly only a few leagues away, but Gundabad Wargs are fast, crossing country almost as fast as the wind and would cover that distance in minutes.

Wargs were the mortal enemies of Werecats, and when with Orcs, the mortal enemies of all folk in Middle earth, the trouble the company found themselves in was dire.

At that moment Fili ran into the cave with Nori beside him, looking slightly wild and out of breath. "Wargs…" Fili breathed in deeply and then resumed, "in the distance and on our trail."

The Dwarfs went into hyper drive. The fire was put out and the charred wood scattered in haste. Items were picked up and bedding rolled up and tied to bags, weapons holstered and then they were off.

Bilbo found himself being led away with Kili clutching onto his arm. Bilbo had to make wide strides in order to catch up with the taller being. That was the trouble with being a Hobbit; everyone was taller than you and everyone could manhandle you easily.

Bilbo felt a little bit swept along. He was confused and wanted to stop and ask questions, but then he heard the howls of the Wargs, drawing ever closer and decided now was not a good time.

Bilbo picked up the pace, his large furry feet keeping up with the rest of the company as they scrambled down the hillside. Scree was littered everywhere and it was wet and slippery, making it even more treacherous.

The morning was well under way as the sun had begun to rise into the sky, casting the dawn into fiery pink light. The Dwarfs and Hobbit had no time to admire the way the sun cast the starlight away, for they had the notion of escaping being in the forefront of their mind.

"Hurry Bilbo!" Kili grasped Bilbo tighter and tried to pull him closer to his own body so that he could guide him along.

"I'm running!" Bilbo gasped shortly. His little heart was pumping so fast and the adrenaline was speeding through every inch of his bloodstream. He was still recovering slightly from his illness and could feel the wear in his half-starved body.

"We must make our way to those boulders. Keep hidden!" Thorin shouted, his sword drawn and ready. The sword was pointing a short way into the distance. It was a grassy yellow plain that was littered with large rocks and boulders that resembled dragon spines reaching out from the earth.

The company quickly ducked behind the nearest set of boulders, crouching onto the ground and keeping their heads down. Everyone was breathing hard even the ever stoic Thorin.

Kili was still holding Bilbo close to his side, but he could feel the little creature beginning to fall out of his grasp. Bilbo sat on the ground, breathing hard with his eyes closed. He looked pale in the face; almost white.

Kili was preparing to crouch before the Hobbit but the company sprung into motion once again. Kili had no choice but to follow. He bore most of Bilbo's weight on his hip as he sprinted across yellow grass. Bilbo felt jarred on each stride, but he couldn't really respond to the motions as he felt lightheaded and sick.

In a short time the Dwarfs found an even later rock to duck behind. Dwalin had climbed up the surface so that he could peer over the top. Bilbo saw as he ducked twice as fast as the action if looking over.

The Orcs and Wargs must be ominously near.

It was then Bilbo's keen ears picked up the tell-tale signs of large beasts snarling and growling in the crisp morning air. The air was charged with tension and apprehension. The Dwarfs barely breathed; keeping silent because they knew it could mean a battle that could spell their end.

No doubt the Orc party outnumbered the Dwarf Company.

Thorin had tugged Dwalin back down to the ground by the hem of his coat. The motion created a slight ring of metal on rock as Dwalins armour scraped along the bare rock. Thorin winced at the noise.

All the Dwarfs listened. There was absolute silence all around and Bilbo could tell that even the Wargs had stopped snarling in their anger and thirst for blood.

"What's happening out there?" Thorin whispered to Dwalin.

Dwalin looked to his leader with a grave face. His intimidating countenance dropping slightly with the news he had learnt of.

He didn't get to answer before Bilbo spoke out in fear. "They are nearing. Prowling like Ladybirds upon Aphids." It was a Hobbit saying but the Dwarfs knew what was drawing near. Foreboding took them all, although their inner fire would not diminish.

They all heard the padding of paws as tough, seasoned pads met harsh stone. The slathering jowls of the Warg clenched in concentration as it sniffed out its quarry.

Thorin nudged his friend on the arm, looking into his eyes and divulging a plan without words escaping. Dwalin nodded in understanding.

The Dwarfs and Hobbit watched with their hearts in their mouth as Dwalin shifted into his robust mountain lion form. He darted around the rock, his tail whipping past the watching company as he sprung up the face of the wall and jumped straight onto the Orc rider.

Growls and roars escaped as Dwalin wrestled the Orc to the ground with ease. His claws clenching into tough skin and ripping through flesh. Quickly and efficiently Dwalin bit into the hideous creatures neck, feeling vile black blood coat his gums and teeth, before the Cougar reeled onto the approaching Warg.

Vicious claws met clamping jaws as the Warg tried to bite into the tan coloured cats face. Dwalin, however, was a seasoned warrior with years of experience. He simply used his powerful back legs like a spring to jump clean over the Warg, clearing the air where those jaws would have clamped around his neck, and landed cleanly onto its back.

The Warg bucked and ran in a circle in surprise, trying to dislodge the slightly smaller beast. Rocks came tumbling down the face of the massive boulder and the waiting Dwarfs shifted in their spots.

The Warg, unsuspecting, lost its footing and went tumbling down the rock with Dwalin going with it. The Warg rolled down and landed on the cool ground.

The company had to jump away to allow the wrestling beasts clearance to land. Dwalin sprang away and allowed Thorin and Gloin to draw their weapons and slash into the unfortunate Gundabad wolf. Sword and Axe cut into vital flesh and organ in its journey to cease life. The Warg let out a last rattling breath before it died. Blood pooled all around it.

Bilbo was watching on with wide and terrified eyes. The fact that these Dwarfs could kill these bloodthirsty beasts as if it was second nature to them rattled the little Hobbit to the core. These Werecats were in a whole other league compared to what he had known all his life.

These Werecats were killers. Survivors, and warriors.

Bilbo felt right then that he really was just a kitten, a baby with no experience of the world beyond the lands of the Shire. This was the wild, a dangerous, treacherous realm where the weak couldn't survive and the strong made by with resourcefulness and no small degree of luck.

"We need to move. MOVE!" Thorin shouted as everyone heard the thundering of approaching Wargs. The company burst into activity once again as they ran from the cover of the rocks.

Kili urged Bilbo along once again, his gloved hand grasping Bilbo's bicep tightly but not painfully. Bilbo was once again dragged along with the rest of the Dwarfs, scurrying over prickly grass and weather beaten rocks.

Bilbo could feel the earth beneath his feet churn and rumble under the strain of Dwarf boots as they ran through the wilds. Bilbo could pick up these small vibrations through his bare feet. He paid attention to the vibrations as he ran, trying to deduce the direction their enemies were coming from.

He could feel them coming from the north- west and they were coming in quick. Bilbo felt the heckles along his spine rise. He shifted down and sprinted next to Kili who turned an inquisitive frown down at the exotic looking cat.

"We should shift..." He growled shortly. "…Will cover more ground that much quicker. They are coming from the North- west and are gaining ground faster than we are covering."

Bilbo watched as Kili's expression changed from that of confusion to that of understanding. It was as if an epiphany came upon him. He spoke of Bilbo's proposal as they ran and luckily everyone complied.

Once everyone reverted into their beast form they ran so much faster. Even the rocky terrain posed be of little consequence as they flew across difficult terrain. Bilbo kept his speed up, the after effects of his illness seeming to dissipate due to the adrenaline surging through his body.

Knowing of the danger moving just beyond the plains and just out of reach, Bilbo felt more alive than ever before. His heart was pumping, his brain was focussed and his blood gave him a rush of energy. He almost relished in this strange freedom. Was this what it was like to enter this strange realm beyond the gentle, rolling hills of his old home?

He felt his striped fur ruffle in the wind, his paws tracking real, hard earth, the sky brightening despite the impending doom. His ears heard more than ever before, even the heartbeats of the Werecats he ran beside.

He then heard a change of pace as the Warg riders changed course. The ground they covered before the Dwarfs shifted meant they were nearly ahead and they changed direction, turning south and coming right beside them.

"Double back, they are coming over yonder." Bilbo screeched. The words he spoke caused the Dwarfs to act in the opposite of the Kneazle's desired effect. They stopped, breathing hard and looking perplexed.

"You what? How can you know that?" Kili growled to the small Kneazle. His own obsidian fur was spiked in the rush and threat facing them. His deep Umber eyes looking all around in search of their foe.

"I can hear them. Unlike you guys I have these." Bilbo pointed to his oversized ears with his tufted tail. His left ear twitched when his tail flicked past. "We are wasting time, just hurry." Bilbo led the way this time.

He knew the Dwarfs were following because he both heard them and felt them following. They ran south- west this time, towards country dotted with small patches of dark looking woodland.

"Aim for the trees." Thorin shouted his orders. "Once we find cover we wait. If they leave we wait until they are far away and leave. If they follow, we ambush them and fight!"

Bilbo didn't like the idea of fighting but he supposed it was the only thing for it if the Wargs caught up. The other Dwarfs acknowledged the plan by speeding up, if that was possible.

Bilbo was beginning to pant, finding it difficult to keep up with the much larger Werecats; who all had much longer and more powerful limbs. The young Kneazle also still felt slightly sick underneath all the drama and with the exhaustion of running so far was stealthily creeping up on him.

Once Bilbo began to flag and slow down he was shocked immensely when he was lifted cleanly up and off the grass when he felt teeth around the scruff of his neck. He was about to squeal, thinking a Warg had grabbed him, but soon found out he was being carried along like a kitten by one of the Dwarf Werecats.

Bilbo cast nervous eyes up and saw the maw of a golden panther. He saw long canine teeth latched firmly onto the loose skin of his neck. It was firm but gentle. Bilbo felt himself swaying along with the motions of the chase.

Bilbo couldn't help but feel slightly embarrassed that Fili was carrying him like this. Fili was also young himself and no way possessed the mannerisms of a mother cat. If cats could blush, Bilbo would have.

In what seemed like a fleeting heartbeat the company had reached the safety of the tall and sinister looking trees. It was a coniferous copse of woodland that must have been little over a league in length and less than that in diameter.

Luckily as soon as the company entered the trees they proceeded to ascend the branches so that they could watch from the relative safety of the canopy. Bilbo felt the juices flip in his stomach as Fili jumped in one clean stroke and grappled an overhanging branch with razor sharp talons.

Using both powerful and lean muscles he hoisted himself up so that he could pad on up to the higher section of the tree. All the while Bilbo dangled helplessly from the jaws of the golden cat, feeling utterly useless and weak.

To top it all off; once Fili and the others found the best position to sit and wait, Fili still hadn't let go of Bilbo. He was about to protest when his ears flicked in the direction of incoming growls and snarling.

Fili turned his face in the direction Bilbo's ears pointed, knowing their enemy hadn't gone unheard by the exotic feline they had picked up from the unforgiving lands of the wilds.

Soon the light that permeated through the borders of the trees became even more dappled as figures stood just out of reach of the wooded darkness. Bilbo could tell the Orc party were slightly apprehensive about entering the woods. The Wargs shifted uneasily, but appeared eager to enter, to feel blood run down their throats ant their teeth tear into flesh.

The Werecats waited, silent in the gloom. They were like ethereal spectres who mingled with the shadows and breathed the darkness into their lungs, becoming darkness themselves. They were naturally the masters of ambush. They were patient in these forms. Bilbo could see their eerie eyes glow in the hazy grey of the trees, and it made him shiver.

They waited for a time, allowing the stillness and tension to wash over them. It was evident that each side was waiting for the other to make a move.

Suddenly a horn sounded nearby. The Dwarf Werecats all turned their attentions due east where the sound originated from.

"Elves." The sound was low but Bilbo still heard Thorin say the word as if it were a curse. He spat it out with so much vehemence Bilbo felt more threatened being near the leader of the company more than the Orcs.

The Orc party reeled their mounts around so that they could face the incoming elves. Bilbo could hear the rumble of horse hoofs as they thundered along the ground, running to meet the crude blades of the Orcs.

The Werecats listened as the two sides clashed; the ringing of blades sounded forth and the cries of dying Orcs permeated the air. Wargs howled and ran away, leaving their riders for dead. Obviously the Elves could not be matched for skill and the Orcs fled in panic of the unexpected intrusion.

Soon there was silence, if only for the murmur of Elf voices and the whinnies of nervous horses. The Dwarfs did not know what to do. Should they show themselves? Should they wait?

Bilbo had other ideas. He suddenly used needle like claws and swiped Fili on the nose, batting through whiskers and fur, causing Fili to let Bilbo go with a dangerous snarl.

As soon as Bilbo was free he expertly jumped down through the pine needles and wooden trunks; jumping from each branch with the grace of a squirrel and accuracy of a hawks dive, he cleared the foliage and landed on the ground. He spared no time in jolting through the trunks, ignoring the protests and angry hisses of the company.

He only had one thing in mind right now, and he wouldn't let his saviours stop him.

* * *

**I have a wee problem. I am not sure about the pairings for this story anymore, so I want you guys to decide. Fair warning, I dont like side parings, only main pairings. I know it is my story and I should do what I like, but, I write these for others to enjoy and not just for myself. If it isnt a problem can you drop a review in and give me your opinion on what you would like to see. Thanks for reading.**


	4. Stress

**I am sorry it took so long for this chapter to come out, I kind off lost inspiration for it a while back. please enjoy.**

Like a bolt of lightning, Bilbo fled through the pine needles and loamy earth, his sights cast on the light seeping through the dim cover of the trees. He couldn't tell what the others were thinking, or even doing; he presumed they were furious with him, running off without warning when there was potential for orcs to still be lingering.

Bilbo couldn't really hear the voices of the elves through the blood pounding inside his massive ears. He was set on his mission. He must finish his mother's goal. It was the whole reason he was here and she ended up lost.

He was about to make it toward the treeline when he felt something clamp around his neck and lift him away.

The little Kneazel screeched in fright when he felt teeth dig into his ruff. It was violent and harried; wrenching the sandy cat from his place on the forest floor. The movement was so sudden that pine needles flew up with his paws when they left the ground.

Bilbo was dragged back the way he came in the jaws of one of the Dwarven Were cats. Bilbo could not see which one but he knew it didn't matter for he was in big trouble.

Within seconds Bilbo could see all the other cats, looking at him with scorn on their handsome cat faces. They were once again on the ground, waiting with their tails twitching and their teeth showing in sneers.

Bilbo felt his heart begin to beat a mile a minute. This would not be good.

He needed to get out of there though. He needed to get to the elves. He couldn't stay with a gabble of Dwarves. That wasn't his mission.

Anger began to surge within the small creature. How dare they prevent him from reaching his own goal?

Quick as a Bluebottle he struck. He twisted around in the air and latched his two back paws into his abductors throat. His claws pricked the skin, but his captor never let go. Now that he had twisted around he could see who his abductor was.

It was a rather livid looking Amur leopard. Thorin.

Those Sapphire eyes were narrowed wildly, almost feral. The Were cat was not at all pleased with the youngsters indiscretions towards his group. Running off, endangering not only himself but the others and sinking his claws into his throat-!

Thorin spat Bilbo's ruff out of his mouth so that he could shift back, but not before quite meanly stepping on Bilbo's tail so that he couldn't escape.

Bilbo shrieked when he felt his tail crushed under what was a paw, which was now a heavy leather boot. He tried to run but he couldn't dislodge the sensitive appendage from under that steely heel.

Bilbo was feeling really scared now; Thorin scared him. Why couldn't he just let him go?

"Think you could escape us and warn your little elf friends? Hah, you are out of luck!" Thorin picked up the reluctant and frantic cat and held him firmly against his chest. "We stay here until evening!"

After that statement the others shifted back so that they could set up camp. Before long Bilbo was the only one still in his cat form, and he was still being held by Thorin who hadn't yet moved from his spot in the forest.

Bilbo simply looked at the ground, not shifting a single muscle. He could feel the dwarfs piercing stare in the back of his head; Bilbo swore it was burning a hole into the base of his skull.

"You are staying near me tonight!" Bilbo's ears twitched at the unexpected calmness within the dwarf's voice. "And you will change back. It will be easier to keep an eye on you then."

Bilbo sighed dejectedly, knowing he wasn't going to get out of this situation. Those elves would have been long gone by now.

Thorin placed him down so that he could change back into his Hobbit form. He placed him gently, as if he was a precious load. It was a complete turnaround from the rough treatment Bilbo previously experienced. And it confused him.

Once the change was over, Thorin immediately grasped Bilbo's arm and brought him over to the newly made fire.

"Thorin, not so hard!" Bilbo muttered, wincing at the Dwarf's powerful grip.

"Sit," he ordered without acknowledging his request, his face only concerned with where he could place the Hobbit. Bilbo was really confused. The dark haired warrior was switching from being gentle to being rough and then back again.

Thorin found a dry spot of soft ground and pushed the Hobbit down next to him. He kept his hand on Bilbo's arm, keeping him bound with flesh.

"What's wrong with you?" He asked suddenly, taking on an angry tone of voice.

Bilbo simply scowled. He would no longer cower, he was fed up with feeling afraid now, especially when there was no need to be. This Dwarf was simply stubborn with a bad temper. He was nothing compared to being chased by Orcs and Wargs.

"I was aiming to seek the aid of the Elves." Bilbo answered honestly and angrily.

Thorin's grip tightened, causing Bilbo to gasp and grasp at the location of the clenching. He knew there was going to be a bruise there in the morning.

"Ah, let go, LET GO!" Bilbo screamed.

A few of the Dwarfs looked on, but they did nothing, not wanting to get in the way of their king. Fili and Kili looked to each other as if they wanted to intervene, but they conceded; they would not risk the wrath of their uncle. They deemed this as a lesson Bilbo needed to learn.

"What is your problem? Why are you keeping me here? I need to find the Elves; only they can help me."

Thorin started to laugh. It was almost maniacal and made Bilbo shudder. "Elves don't help anyone. They are selfish and stuck up. No, you cannot seek their help for anything; those betrayers have black hearts."

"How can you know that? What has that got to do with me? Just let me go and I will be out of your way." The young Hobbit was getting more and more flustered; he was now pulling on his arm with all his strength in order to get away from the Dwarf.

"Sit still!" Thorin hissed, wrenching on the startled Hobbit.

"You cannot survive out there on your own. What if the Orcs return? You have no way of defending yourself. You are nothing but a kitten! A helpless, useless little bag of fur who is no use to anyone."

Bilbo stopped, his eyes wide and his heart clenching painfully. He wanted to retort, defend his case, but words were lost to him.

Useless, young, defenceless? 'Yes, I am those things. If I wasn't so useless then maybe mother would still be alive.'

"You realise that I had to catch you before you gave away our positions. If you left, you may have found the Elves, but then they would have found us too. We can't let them know whe…" Thorin stopped short when he saw Bilbo's face.

By now all the Dwarfs had finished setting things up, finding food and preparing a light meal. They all glanced at the two already seated down and saw a worrisome sight.

Bilbo was just sat there, his eyes wide and shedding silent tears. His eyes looked as if they failed to see outwards, only inwards for they were clouded over; his greengage irises no longer sparkled with youthful naivety. It was like he was replaying thoughts over and over in his mind on a temporary loop.

Thorin became really alarmed when Bilbo began to draw short, ragged breaths, his body shuddering alarmingly. He was beginning to have a panic attack.

"Bilbo!" Kili bounded over from the opposite side of the new fire. In his worry to get to Bilbo he nearly tripped over Ori's pack. A couple of scraps of paper ended up being dislodged but no one paid any mind.

Once Kili reached the young Hobbit, Bilbo was sat huddled up with his hands clenching his head, his knees drawn up to his chest and was rocking back and forth slightly.

Thorin began to shake his shoulder, not understanding what was going on. There appeared to be no reason for the Hobbit's distress; and not knowing was frustrating the Dwarf prince.

Bilbo was trying to shy away from Thorin's hand. He didn't like that hand being there. He wanted it to leave.

"No- stop. Please!" He stuttered.

"Uncle, stop!" Kili had arrived with Fili; who had followed along faithfully. "You are going to make his attack worse at this rate."

Fili settled down next to Bilbo, but he didn't touch him. Instead he spoke quietly to him. "Do want to go somewhere else?" He asked kindly and confidently.

Bilbo only nodded meekly, but Fili understood. "Is it okay for me to help you?" Again he received a nod in admission. Fili promptly picked the youngster up and escorted him away from the glowing fire.

He took him a short ways into the woods, not too far from the company, but far enough so that it was quiet and that they could be alone.

Fili found a fallen log that was beginning to rot through, but deemed it suitable to sit on. He gently coaxed Bilbo to sit with him. He sat close but not to close. He wanted the boy to have some space until he allowed Fili to get closer. He was still breathing a little hard and his eyes were dilated fearfully.

"You know, when Kili and I were young we used to get into so much trouble. Often I would have to bail that fiery youngster out of it. I always had his back, as I knew he would have mine." Kili took a sideward glance to see how Bilbo was reacting. He hadn't changed.

"I remember the day my father left. He left unexpectedly and never returned." Fili heaved a great sigh before he carried on with his tale. "I was young when he left; and I didn't understand why. I often believed it was my fault, my fault that he upped and left with only my mother to care for us. I thought he hated staying in one place. He didn't appear to want anything to do with us." Fili looked really sad right then.

"You know, it was a hard life, living in the Blue Mountains. Every day was a struggle to earn enough money to eat and stay warm. Those Mountains were draughty and cold; nothing like the warmth that permeated Erabor."

Fili looked to see that Bilbo was listening. His face was turned to the side to watch the young Dwarf relent his story. He was no longer shaking and his breathing had evened out.

"Every day I looked to the West, waiting for father to return; but then I forgot those that stayed by my side. I had neglected Kili. I didn't pay him any attention in my grief and longing for my father. I would never make that mistake again. I was supposed to have his back."

Fili was about to continue, but a small voice interjected before he could. "You still have his back. I can tell how much you care for each other."

The blonde Dwarf smiled. Bilbo appeared a little better. "Don't pay attention to my grumpy old Uncle. He is known by many to say spiteful things without really realising it. I apologise on his behalf."

"Its fine," Bilbo looked thoughtful for a moment. His toes digging into the dirt beneath his feet. "I know what he said was right. I am useless!"

Fili placed an arm around the sad Hobbit's shoulders and brought him close. Fili could tell that his panic was waning away, although he could feel the sadness pulsing through the small beings body. It rolled off the youngster in waves, seeping out like blood from a wound.

"No one in this world is useless." He tried to console the Hobbit, but it was difficult. "We all have our own special talents." Fili looked at Bilbo's face, seeing a few tears collected within deep green irises. It seemed Bilbo spent a lot of time crying. Fili wondered what had happened to him for him to be like this. I saw that amazing magic you created back in that crevice. That was amazing, even Uncle thought so."

That made Bilbo start. He looked Fili fully in his bright Azure eyes, seeing the truth he harboured there. "I find that hard to believe!" Bilbo whispered.

"Oh, I know it seems ludicrous but I assure you that everyone was impressed. You possess a rare skill; a skill that used wisely, would be indispensable to any cause."

Bilbo genuinely felt better now, feeling uplifted by his new friends kind words. "Thank you." He said sincerely.

Fili gave the Hobbit a small hug. "Come, let's get back to camp."

Bilbo felt a hint of fear run through him in spite of the previous conversation, but he would not let Thorin intimidate him any further. "Yes, lets." Steeling his courage he followed the blonde were cat back to the flickering firelight.

Once they returned the ring of chatting Dwarfs, all eyes pinned Bilbo to the spot. They were concerned gazes, but Bilbo almost took them for annoyed glances. He felt a little nervous, but was then pulled into a spot next to Kili, who had reached over and grasped his sleeve.

Bilbo was forced to sit on soft earth, right between Kili and Thorin. Bilbo glanced around nervously, seeing Fili had joined Kili on his other side. Fili gave him an encouraging nod.

Bilbo then turned his head slightly to see Thorin regarding him with Sapphire eyes. Bilbo could not read the expression on the regal were cats face. It was as if he was analysing the poor Hobbit for any more neurotic signs. It wasn't his fault he was revisited by those horrid memories.

The camp was silent for a few moments, but the Dwarfs eventually went back to their conversations, deeming Bilbo to be alright now.

Bilbo sunk into contemplative silence, feeling eyes burning holes into his side. Kili and Fili had lapsed into their own talk, leaving Bilbo to sit in awkward silence next to an equally silent Dwarf.

The spell was broken when Bilbo heard a deep voice. He turned to see Thorin with his mouth open slightly. Bilbo could see traces of his elongated canines peeking through the side of his lips. Only the most powerful were cats still retained traces of their feline heritage when in human form.

"How are you?" Thorin asked kindly yet stiffly.

"I'm better, thank you." Bilbo could not help but feel slightly apprehensive now that Thorin's full attention was back on him.

Silence returned once again. Bilbo tried to listen to the crackle of the fire, but it was silenced when Thorin spoke again.

"I'm- sorry for earlier. It was terrible of me to treat you like that. Even when you came to us, frightened, cold and sick, it was wrong of me to treat you like a prisoner or traitor."

Bilbo was speechless. He knew that it must have been a huge blow on his pride to apologise to an inexperienced youngster like Bilbo. He couldn't say anything, his mouth was moving but no words were coming out.

Bilbo blushed when he heard the Dwarf chuckle at Bilbo. "No need to say anything, I will do what I can to make it up to you."

"I…thank you." Bilbo felt a flutter in his belly. It was the hope that things could get better now. He was so low a day ago, but now he was safe for the first time since he was with his family back in Bag end. "This means a lot to me." Bilbo kept his face down, his golden locks shielding his eyes, casting them into shadow. "I haven't felt this safe ever since I left the Shire."

"If you don't mind me asking, why are you wondering the Wild's on your own? You seem too young to be out here without an escort."

Bilbo blanched, feeling the dire memories creeping back into his mind. He wasn't sure he wanted Thorin to know. '_But then again, if he knew you wouldn't have to deal with those memories all on your own.'_ Bilbo told himself. He decided to tell him some of his story.

"My mother and I were on our way to Rivendell." Bilbo started, staring intently into the fire.

"Why? And where is your mother?" Thorin asked.

Bilbo did not want to tell Thorin why he was going to Rivendell. He could not tell him about his past yet, it was too much important information to relent on someone he didn't trust fully yet.

"My mother is dead!" Bilbo sniffed. He had to steel himself. He would not cry again…He must not! "She died when she tried to protect me from Orcs. They ambushed us on the road only four days ago now. I guess a Fountling like me could do nothing to help!"

Thorin was speechless for a moment, feeling his heart strings rendering from their place attached to his heart. He knew the feeling of losing a parent. The grief this youngster must have been feeling would be so acute right now, the wound still being fresh.

"How old are you Bilbo?" Thorin had to ask carefully, as if it was a very important thing he should know.

Bilbo was crying silently now, his body shaking slightly and tears running down his face. He wasn't strong enough yet to prevent the tears from falling. "I…I'm…Twenty!" He hiccupped.

Twenty? He was so young; too young. Thorin knew from his elders that Hobbits came of age at 33; this Hobbit was still a Kitten. No wonder he was such a jumpy little thing.

"I'm sorry Bilbo, it must have been so hard." Bilbo nodded. He was trying to stop his crying, but the grief he felt was a powerful emotion. "Don't stop crying. Let it all out, you can't bottle these things up."

Bilbo simply nodded again, his crying becoming even louder now that he revealed what had happened to his last close family member to this proud being.

"Uncle, he is crying again!" Kili moaned, throwing his arms back around the distraught Hobbit again. Thorin gave his nephew a pointed stare but said nothing about it. Bilbo started to cry into the dark haired Dwarfs tunic, not noticing the mouth movements of his temporary comfort as he communicated silently to his Uncle. Kili and Fili had heard everything.

"I think we should get ready for sleep. We have much land to cross once night befalls us." Thorin hoisted himself up but didn't move away. Instead he held his hand out.

Kili understood. He gently pried Bilbo away; who left wet patches all over the front of his cloths. He handed him over to Thorin.

"I' will look after him!" he stated in a calm voice. Other Dwarfs, mainly Dwalin and Balin, started when they heard this. Their prince, looking after one who wasn't his kin? Mahal was going to create dwarfs from water next.

"I suggest you all get some sleep. Take turns with the watch." He made a point to stare at his Nephews. "You can start, but behave!" He turned towards his bags with a flick of his braided hair. Bilbo didn't have his own stuff, so he would have to sleep with him until they could purchase some items of his own.

Bilbo simply stared at Thorin as he made to unroll his bedding. Bilbo had stopped his crying finally, and stood there feeling very awkward now. He could feel the amazed stares of the others; although Thorin made it a point to ignore them. Bilbo could not understand how. He couldn't even understand how this dwarf, who was mean and hostile to him before was acting so kind now.

Bilbo yawned without really helping it. He was exhausted. He could feel sleep coming onto him quickly. Bilbo remembered that he hadn't really slept well for nigh on a week now. No wonder he was so tired. Both emotional and physical stress had gotten to him.

Bilbo didn't even really notice when Thorin pulled him into his bed roll with him, hugging him close to his warm body. Bilbo was asleep within seconds of his head hitting the ground.

**It is November now. woo, so close to my Birthday. As it is November, it is only one month until the The battle of the five armies comes out in cinema. It will be so great! Please review and tell me what you think. Until next time!**


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